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What is a Database License Agreement?
A database license agreement, also known as DLA, is a contract between two or more people governing the terms of an arrangement to share database ownership. This type of agreement is most often used when a company wants to share its data with a third party without compromising its privacy or jeopardizing its business. They also detail the specifics about what type of data is being shared among the parties and for how long.
A database license agreement is also helpful for companies that need to share databases. Most often, a database license agreement is used to allow employees to access company software without risk of negative legal repercussions.
Common Sections in Database License Agreements
Below is a list of common sections included in Database License Agreements. These sections are linked to the below sample agreement for you to explore.
Database License Agreement Sample
Exhibit 10.16
CONFIDENTIAL TREATMENT
N T C O N F I D E N T I A L
DATA LICENSE AGREEMENT
|
Between
Navigation Technologies Corporation (“NT”)
and
TELEVIGATION, INC. (LICENSEE)
|
THIS DATA LICENSE AGREEMENT (“Agreement”) is made and entered into between NT and LICENSEE as of the Effective Date:
1. | ARTICLE 1 | |||||
1.1 | Effective Date: | 1 December 2002 | ||||
1.2 | Expiration Date: | 30 November 2003 | ||||
1.3 | NT Place of Incorporation: | Delaware | ||||
1.4 | LICENSEE Place of Incorporation: | Delaware | ||||
1.5 | NT Address: | Navigation Technologies Corporation | ||||
222 Merchandise Mart Plaza | ||||||
The Merchandise Mart, Suite 900 | ||||||
Chicago, Illinois 60654 | ||||||
Attn: General Counsel | ||||||
Phone: [*****] | ||||||
Fax: [*****] | ||||||
1.6 | LICENSEE Address: | TELEVIGATION, INC. | ||||
265 Santa Ana Court | ||||||
Sunnyvale, California 94086 | ||||||
Attn: Senior Director of Marketing | ||||||
Phone: [*****] | ||||||
Fax: [*****] | ||||||
[*****] | Certain portions denoted with an asterisk have been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. |
DLA {Televigation 082602mak} | Page 1 of 13 |
CONFIDENTIAL TREATMENT
N T C O N F I D E N T I AL
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CONFIDENTIAL TREATMENT
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CONFIDENTIAL TREATMENT
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CONFIDENTIAL TREATMENT
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CONFIDENTIAL TREATMENT
N T C O N F I D E N T I AL
DLA {Televigation 082602mak} | Page 7 of 13 |
CONFIDENTIAL TREATMENT
N T C O N F I D E N T I AL
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CONFIDENTIAL TREATMENT
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DLA {Televigation 082602mak} | Page 9 of 13 |
CONFIDENTIAL TREATMENT
N T C O N F I D E N T I AL
IN WITNESS WHEREOF, the parties have caused their duly authorized representatives to execute this Agreement as of the Effective Date set forth in ARTICLE 1 of this Agreement.
NAVIGATION TECHNOLOGIES CORPORATION | TELEVIGATION, INC. | |||||||
By: | /s/ Lawrence M. Kaplan |
By: | /s/ Salman Dhanani | |||||
Name: | LAWRENCE M. KAPLAN | Name: | SALMAN DHANANI | |||||
Title: | VICE PRESIDENT AND GENERAL COUNSEL | Title: | DIRECTOR OF MARKETING |
DLA {Televigation 082602mak} | Page 10 of 13 |
CONFIDENTIAL TREATMENT
N T C O N F I D E N T I AL
Addendum 1
The following provisions apply to the NAVTECH Data supplied to United States government End Users, or any other entity seeking or applying rights similar to those exercised by the United States government:
For acquisitions conducted by the United States Department of Defense, the NAVTECH Data is licensed with “Limited Rights” in accordance with the rights set forth at DFARS 252.227-7013(b)(3), TECHNICAL DATA-NONCOMMERCIAL ITEMS. NAVTECH Data delivered or otherwise furnished with “Limited Rights” shall be marked with the following “Limited Rights Notice” set forth at DFARS 252.227-7013(f)(3), and shall be treated in accordance with such Notice:
LIMITED RIGHTS
|
CONTRACT NO.: |
CONTRACTOR (MANUFACTURER/SUPPLIER) NAME: NAVIGATION TECHNOLOGIES CORPORATION |
Contractor (MANUFACTURER/SUPPLIER) ADDRESS: 222 Merchandise Mart Plaza, Suite 900, Chicago, Illinois 60654 |
The Government’s rights to use, modify, reproduce, release, perform, display, or disclose these technical data are restricted by paragraph (b)(3) of the Rights in Technical Data-Noncommercial Items clause contained in the above identified contract. Any reproduction of technical data or portions thereof marked with this legend must also reproduce the markings. Any person, other than the Government, who has been provided access to such data must promptly notify the above named Contractor. |
For United States government civilian agency acquisitions, the NAVTECH Data is licensed in accordance with the rights set forth at FAR 52.227-14(g)(1), RIGHTS IN DATA-GENERAL (Protection of limited rights data and computer software). In the event that the Contracting Officer requires the delivery of limited rights in the NAVTECH Data that have been withheld or would otherwise be withholdable in accordance with FAR 52.227-14(g)(1), the NAVTECH Data is licensed with “Limited Rights” as set forth in the following “Limited Rights Notice” at FAR 52.227-14(g)(2) (Alternate II). This notice shall be affixed to the NAVTECH Data and the NAVTECH Data shall be treated in accordance with such Notice (which shall be marked on any reproduction of these data, in whole or in part):
LIMITED RIGHTS NOTICE (JUN 1987) |
These data are submitted with limited rights under Government Contract No. [and subcontract , if appropriate]. These data may be reproduced and used by the Government with the express limitation that they will not, without written permission of the Contractor, be used for purposes of manufacture nor disclosed outside the Government; except that the Government may disclose these data outside the Government for the following purposes, if any, provided that the Government makes such disclosure subject to prohibition against further use and disclosure: There are no additional purposes permitting disclosure of such Data.
The manufacturer/supplier of the Data is Navigation Technologies Corporation 222 Merchandise Mart Plaza, Suite 900, Chicago, Illinois 60654. |
DLA {Televigation 082602mak} | Page 11 of 13 |
CONFIDENTIAL TREATMENT
N T C O N F I D E N T I AL
Addendum 2
The following provisions apply to the NAVTECH Data for the Licensed Territory of Canada, which may include or reflect data from third party licensors, including Her Majesty the Queen in Right of Canada (“Third Party Data”):
DLA {Televigation 082602mak} | Page 12 of 13 |
CONFIDENTIAL TREATMENT
N T C O N F I D E N T I AL
Addendum 3
The following provisions apply to the NAVTECH Data for and to the extent indicated respecting any Licensed Territory including any country of Europe, which may include or reflect data from respective third party licensors:
1. | Paper Maps. LICENSEE shall not have any right or license to use, or license the use of, the NAVTECH Data for any Licensed Territory including any country of Europe to create paper maps of any kind (as used herein “paper map” shall mean any literary work in the form of a map fixed on a paper or paper-like medium). |
2. | OS Enforcement. With respect to NAVTECH Data for the Licensed Territory of Great Britain, LICENSEE acknowledges and agrees that the Ordnance Survey (“OS”) may bring a direct action against LICENSEE to enforce compliance with the OS copyright notice (see Section 3 below) and paper map requirements (see Section 2 above) contained in this Agreement. |
3. | Traffic Codes. The following provisions apply to any grant of license for use of NAVTECH Data that includes Traffic Codes. |
A. | General Restrictions Applicable to Traffic Codes. LICENSEE acknowledges and agrees that in certain countries of the Licensed Territory of Europe, LICENSEE will need to obtain rights directly from third party RDS-TMC code providers to receive and use the Traffic Codes in the NAVTECH Data and to deliver to End-Users information, data, applications, products and/or services in any way derived from or based on such Traffic Codes. For such countries, NT shall deliver the NAVTECH Data incorporating Traffic Codes to LICENSEE only after receiving certification from LICENSEE of its having obtained such rights. |
B. | Display of Third Party Rights Legend for Belgium. LICENSEE shall, for each provision of information, data, applications, products and/or services that uses Traffic Codes for Belgium, provide the following notice to the End-User: “Traffic Information is provided by the Ministerie van de Vlaamse Gemeenschap and the Ministèrie de l’Equipement et des Transports.” |
4. | Third Party Notices. Any and all Copies and/or packaging relating thereto shall include the respective Third Party Notices set forth below and used as described below corresponding to the Licensed Territory (or portion thereof) included in such Copy: |
Territory |
Notice | |
France | The following notice must appear on all Copies, and may also appear on packaging:
“source: Géoroute® IGN France & BD Carto® IGN France” | |
Germany | “Die Grundlagendaten wurden mit Genehmigung der zustandigen Behorden entnommen,” | |
or | ||
“Die Grundlagendaten wurden mit Genehmigung der zustandigen Behoerden entnommen.” | ||
Great Britain | ||
- Until 12/31/05: | “Based on Ordnance Survey electronic data and used with the permission of the Controller of Her Majesty’s Stationary Office © Crown Copyright, 1995.” | |
- After 12/31/05: | “Based upon Crown Copyright material.” | |
Italy | “La Bence Dati Italiana é stata prodotta usando quale rifermento anche cartografia numerica ed al tratto prodatta e fornita della Regione Toscane.” | |
Norway | “Copyright © 2000; Norwegian Mapping Agency” | |
Portugal | “Source: lgeoE — Portugal” | |
Spain | “Información geografica propiedad del CNIG” | |
Sweden | “Based upon electronic data © National Land Survey Sweden.” | |
Switzerland | “Topografische Grundlage: © Bundesamt fur Landestopographie.” |
DLA {Televigation 082602mak} | Page 13 of 13 |
Reference:
Security Exchange Commission - Edgar Database, EX-10.16 33 dex1016.htm DATA LICENSE AGREEMENT, Viewed August 11, 2022, View Source on SEC.
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